Shire Acquires 99.21% of the Shares of Movetis N.V. and Announces Commencement of Squeeze-Out Tender Period
By Shire Plc, PRNETuesday, October 12, 2010
DUBLIN, October 13, 2010 - Shire plc (LSE: SHP, NASDAQ: SHPGY), the global specialty
biopharmaceutical company, announces that its wholly owned subsidiary Shire
Holdings Luxembourg S.a.r.l. acquired 99.21% of the shares of Movetis NV on
October 12, 2010, following a successful tender offer launched in September
2010.
As previously announced, Shire will proceed with a squeeze-out of those
shares and warrants not tendered to the offer in accordance with applicable
Belgian legislation. In this regard, an additional tender offer period
opened, on the same terms, on October 12, 2010 and will close on November 2,
2010 at 4 pm CET.
Shares tendered into the additional tender offer will be settled on
November 8, 2010. Shares and warrants not tendered to the additional tender
offer shall be deemed transferred to Shire Holdings Luxembourg S.a.r.l. by
operation of law on November 8, 2010. Payment of the offer price for shares
and warrants not tendered to the additional tender offer will be deposited
with the Deposito-en Consignatiekas/Caisse des Depots et Consignations in
Belgium.
At the close of the reopened tender offer, the shares in Movetis will be
delisted from Euronext Brussels. The last trading day will therefore be
November 2, 2010.
Shire's offer is EUR19 in cash for each outstanding Movetis share.
The prospectus relating to the tender offer and the squeeze-out is
available at no cost at the counters of the Receiving and Paying Agents in
Belgium The Royal Bank of Scotland N.V. or by phone (+31-20-4643707), KBC
Securities NV, KBC Bank NV, CBC Banque SA or by phone 03-283-29-70 (KBC
telecenter) or 0800-92-020 (CBC Banque). An electronic version of the
prospectus is available on the following websites:
www.kbcsecurities.be, www.kbc.be, www.cbcbanque.be and
www.shire.com.
Important Notice
With the exception of the CBFA, no governmental or other authority in any
other jurisdiction has approved the prospectus, the tender offer or the
squeeze-out. The tender offer was made only in Belgium. Neither this
announcement nor the prospectus constitutes an offer to buy or to sell, or a
solicitation to any person in any jurisdiction to buy or sell, any security
where such an offering or solicitation is not permitted or is unlawful. No
action has or will be taken outside Belgium to enable a public offer in any
jurisdiction where action would be required for that purpose. Neither the
prospectus, nor the acceptance forms or exercise form, or other information
relevant to the tender offer in Belgium may be supplied to the public in any
jurisdiction outside Belgium where a registration or other obligation may be
required with regard to a public offer to buy or sell securities. Any failure
to comply with these restrictions may constitute a violation of applicable
financial laws and regulations in other jurisdictions. Shire explicitly
declines any liability for breach of these restrictions by any person.
Notes to editors
SHIRE PLC
Shire's strategic goal is to become the leading specialty
biopharmaceutical company that focuses on meeting the needs of the specialist
physician. Shire focuses its business on attention deficit hyperactivity
disorder (ADHD), human genetic therapies (HGT) and gastrointestinal (GI)
diseases as well as opportunities in other therapeutic areas to the extent
they arise through acquisitions. Shire's in-licensing, merger and acquisition
efforts are focused on products in specialist markets with strong
intellectual property protection and global rights. Shire believes that a
carefully selected and balanced portfolio of products with strategically
aligned and relatively small-scale sales forces will deliver strong results.
For further information on Shire, please visit the Company's
website: www.shire.com.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995
Statements included herein that are not historical facts are
forward-looking statements. Such forward-looking statements involve a number
of risks and uncertainties and are subject to change at any time. In the
event such risks or uncertainties materialize, the Company's results could be
materially adversely affected. The risks and uncertainties include, but are
not limited to, risks associated with: the inherent uncertainty of research,
development, approval, reimbursement, manufacturing and commercialization of
the Company's Specialty Pharmaceutical and Human Genetic Therapies products,
as well as the ability to secure and integrate new products for
commercialization and/or development; government regulation of the Company's
products; the Company's ability to manufacture its products in sufficient
quantities to meet demand; the impact of competitive therapies on the
Company's products; the Company's ability to register, maintain and enforce
patents and other intellectual property rights relating to its products; the
Company's ability to obtain and maintain government and other third-party
reimbursement for its products; and other risks and uncertainties detailed
from time to time in the Company's filings with the Securities and Exchange
Commission.
For further information please contact:
Investor Eric Rojas (erojas@shire.com) +1-781-482-0999 Relations Media Jessica Mann (jmann@shire.com) +44(0)1256-894-280 Matthew Cabrey (mcabrey@shire.com) +1-484-595-8248
For further information please contact: Investor Relations: Eric Rojas (erojas at shire.com) +1-781-482-0999; Media: Jessica Mann (jmann at shire.com) +44(0)1256-894-280; Matthew Cabrey (mcabrey at shire.com) +1-484-595-8248
Tags: Dublin, ireland, October 13, Shire Plc, United Kingdom